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SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------- FORM 8-A Amendment No. 1 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 UAL CORPORATION (Exact name of registrant as specified in its charter.) Delaware 36-2675207 (State of incorporation or organization) (I.R.S. Employer Identification No.) 1200 East Algonquin Road Elk Grove Township, Illinois 60007 (Address of Principal Executive Offices) (Zip Code) If this Form relates to the If this Form relates to the registration of a class of debt registration of a class of debt securities and is effective upon securities and is to become effective filing pursuant to General simultaneously with the effectiveness Instruction A(c)(1) please check the of a concurrent registration following box. [_] statement under the Securities Act of 1933 pursuant to General Instruction A(c)(2) please check the following box. [X] Securities to be registered pursuant to Section 12(b) of the Act: Name of each exchange Title of each class on which each class to be so registered is to be registered - ------------------- --------------------- 6 3/8% Convertible Subordinated New York Stock Exchange Debentures due 2025 Securities to be registered pursuant to Section 12(g) of the Act: NONE INFORMATION REQUIRED IN REGISTRATION STATEMENT Item 1. Description of Registrant's Securities to be Registered. ------------------------------------------------------- A complete description of the 6 3/8% Convertible Subordinated Debentures due 2025 (the "Debentures"), which are to be registered hereunder is contained under the caption "Description of Debentures" in the Prospectus forming a part of the Company's Form S-4 Registration Statement (No. 33-57579), as amended, filed with the Commission under the Securities Act of 1933 (such Registration Statement is hereinafter referred to as the "Registration Statement"). Such description is incorporated herein by reference. Item 2. Exhibits. -------- A list of exhibits filed herewith or incorporated herein by reference is contained on the Exhibit Index which is incorporated herein by reference. SIGNATURES Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this amended registration statement to be signed on its behalf by the undersigned, thereto duly authorized. UAL CORPORATION By: /s/ Francesca M. Maher ------------------------- Francesca M. Maher Vice President - Law and Corporate Secretary Date: February 28, 1995 EXHIBIT INDEX Sequential Exhibit No. Description Page No. - ----------- ----------- ---------- 1 Form of Indenture dated as of April 3, 1995 between the Company and The Bank of New York, as Trustee (Incorporated by reference to Exhibit No. 4.1 to registration statement No. 33-57579)..................................... 2 Form of Officer's Certificate relating to the Convertible Subordinated Debentures (Incorporated by reference to Exhibit No. 4.2 to registration statement No. 33-57579)........................... 3 Form of Debenture (Incorporated by reference to Exhibit No. 4.3 to registration statement No. 33-57579).....................................